Corporate Governance Statement

The Board of Directors are responsible for the overall strategy, governance and performance of Overland Resources Limited (the Company). The Board has adopted a corporate governance framework which it considers to be suitable given the size, nature of operations and strategy of the Company.

To the extent that they are applicable, and given its circumstances, the Company adopts the eight essential Corporate Governance Principles and Best Practice Recommendations (‘Recommendations’) published by the Corporate Governance Council of the ASX. Where the Company’s corporate governance practices follow a recommendation, the Board has made appropriate statements reporting on the adoption of the recommendation. Where, after due consideration, the Company’s corporate governance practices depart from a recommendation, the Board has offered full disclosure and reason for the adoption of its own practice, in compliance with the “if not, why not” regime.

As the Company’s activities develop in size, nature and scope, the implementation of additional corporate governance structures will be afforded further consideration.